This article describes the development of an innovative clinically rich STEM middle school residency program, one with emphasis in middle grades mathematics program and another in middle grades science aimed to cultivate responsive middle School STEM teachers who are prepared to teach and reach the next generation of young adolescent learners. In addition to describing this program, this manuscript shares successes of the program, obstacles and opportunities faced, and questions posed for the middle school teacher preparation community to consider along with next steps we are taking in this program to help advance clinically rich middle level teacher preparation.